Form S-3 registration filing requirement
Company: TeraWulf - Project: Cayuga Site
What the later record shows
Outcome not yet confirmed
No passage mentions a Form S-3 resale shelf registration statement for the Cayuga lease shares. P8 shows the landlord's owner selling those shares under Rule 144, which neither confirms nor rules out an S-3 filing.
“The notice lists sales of TERAWULF common stock by Paul Prager of 137,500 shares on June 29, 2026 for $3,656,950.00”
2026-09-22 · Up to 3M TeraWulf (WULF) shares enter cash-settle prepaid forward - Stock Titan View cached copy (2026-09-23)Live source ↗
Checked October 9, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.
The claim, verbatim
TeraWulf must file Form S-3 resale shelf registration statement by October 11, 2025 for stock from Cayuga transaction
Source (primary)
TeraWulf 8-K filed 2025-08-14 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗
Quote: “TeraWulf agreed to file a resale shelf registration statement on Form S-3 as soon as is reasonably practicable after the date of the Registration Rights Agreement, but in any event no later than 60 days following such date”
How we checked this
Checked on October 10, 2026. The cited source supports every part of this claim.
The filing states that TeraWulf agreed to file a Form S-3 resale shelf for the Cayuga stock within 60 days of the August 12, 2025 Registration Rights Agreement. Sixty days after August 12, 2025 is October 11, 2025.
Confirmed in the source:
- TeraWulf agreed to file a resale shelf registration statement on Form S-3
- The registration statement covers the shares TeraWulf issued as prepaid rent in the Cayuga lease transaction
- The Registration Rights Agreement is dated August 12, 2025, and the filing deadline is no later than 60 days after that date, which falls on October 11, 2025
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1083301/000110465925078086/tm2523008d1_8k.htm) in full (13,360 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms TeraWulf 8-K filed 2025-08-14
Quote: “TeraWulf agreed to file a resale shelf registration statement on Form S-3 as soon as is reasonably practicable after the date of the Registration Rights Agreement, but in any event no later than 60 days following such date”